UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-Q
QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS
OF REGISTERED MANAGEMENT INVESTMENT COMPANIES
| Investment Company Act file number: | 811-04710 |
| Exact name of registrant as specified in charter: | The Asia Pacific Fund, Inc. |
| Address of principal executive offices: |
48 Wall Street, 22nd Floor New York, NY 10005 |
| Name and address of agent for service: |
Alan M. Mandel AST Fund Solutions, LLC 48 Wall Street, 22nd Floor New York, NY 10005 |
| Registrant’s telephone number, including area code: | 212-493-6986 |
| Date of fiscal year end: | 03/31/2019 |
| Date of reporting period: | 06/30/2018 |
Item 1. Schedule of Investments
The Asia Pacific Fund, Inc.
Schedule of Investments
As of June 30, 2018 (unaudited)
| Shares | Value (USD) | |||||||
| LONG-TERM INVESTMENTS 96.9% | ||||||||
| COMMON STOCKS 94.5% | ||||||||
| CHINA (INCLUDING HONG KONG AND MACAU SARS) 65.3% | ||||||||
| BOC Aviation Ltd. (Industrials) | 500,400 | 3,109,322 | ||||||
| BOC Hong Kong Holdings Ltd. (Banking) | 158,000 | 744,124 | ||||||
| CGN New Energy Holdings Co. Ltd. (Utilities) | 2,348,000 | 415,994 | ||||||
| China Communications Construction Co. Ltd. (Class "H" Shares) (Industrials) | 666,000 | 643,454 | ||||||
| China Construction Bank Corp. (Class "H" Shares) (Banking) | 8,985,000 | 8,302,902 | ||||||
| China Lilang Ltd. (Consumer Discretionary) | 2,714,000 | 3,895,131 | ||||||
| China Longyuan Power Group Corp. Ltd. (Class "H" Shares) (Utilities) | 1,458,000 | 1,174,488 | ||||||
| China Machinery Engineering Corp. (Class "H" Shares) (Industrials) | 2,515,000 | 1,205,312 | ||||||
| China Mobile Ltd. (Telecommunication Services) | 62,000 | 550,806 | ||||||
| China Resources Power Holdings Co. Ltd. (Utilities) | 2,254,622 | 3,971,510 | ||||||
| China State Construction International Holdings Ltd. (Industrials) | 1,538,000 | 1,578,069 | ||||||
| China Tian Lun Gas Holdings Ltd. (Utilities) | 354,000 | 333,894 | ||||||
| China Vanke Co. Ltd. (Class "H" Shares) (Real Estate) | 222,500 | 778,478 | ||||||
| China Yongda Automobiles Services Holdings Ltd. (Consumer Discretionary) | 3,630,500 | 3,567,752 | ||||||
| China ZhengTong Auto Services Holdings Ltd. (Consumer Discretionary) | 1,362,500 | 908,264 | ||||||
| Chongqing Rural Commercial Bank Co. Ltd. (Class "H" Shares) (Banking) | 1,344,000 | 800,000 | ||||||
| Chow Sang Sang Holdings International Ltd. (Consumer Discretionary) | 635,000 | 1,223,769 | ||||||
| CIFI Holdings Group Co. Ltd. (Real Estate) | 2,192,000 | 1,394,167 | ||||||
| CK Asset Holdings Ltd. (Real Estate) | 371,156 | 2,947,259 | ||||||
| Convenience Retail Asia Ltd. (Consumer Staples) | 1,582,000 | 671,467 | ||||||
| CSI Properties Ltd. (Real Estate) | 30,740,000 | 1,821,926 | ||||||
| EGL Holdings Co. Ltd. (Consumer Discretionary) | 1,424,000 | 181,503 | ||||||
| Far East Consortium International Ltd. (Real Estate) | 6,788,162 | 4,040,573 | ||||||
| Far East Horizon Ltd. (Financials) | 4,192,000 | 4,066,116 | ||||||
| FSE Engineering Holdings Ltd. (Industrials) | 1,845,000 | 639,645 | ||||||
| Golden Eagle Retail Group Ltd. (Consumer Discretionary) | 610,000 | 733,966 | ||||||
| Goldpac Group Ltd. (Information Technology) | 4,168,000 | 1,057,194 | ||||||
| Great Wall Motor Co. Ltd. (Class "H" Shares) (Consumer Discretionary) | 636,500 | 486,770 | ||||||
| Guangdong Provincial Expressway Development Co. Ltd. (Class "B" Shares) (Industrials) | 888,499 | 702,138 | ||||||
| Haier Electronics Group Co. Ltd. (Consumer Discretionary) | 232,000 | 793,974 | ||||||
| Haitian International Holdings Ltd. (Industrials) | 1,044,000 | 2,464,423 | ||||||
| HKBN Ltd. (Telecommunication Services) | 1,686,500 | 2,596,732 | ||||||
| Hopefluent Group Holdings Ltd. (Real Estate) | 2,152,000 | 927,113 | ||||||
| Huayu Automotive Systems Co. Ltd. (Class "A" Shares) (Consumer Discretionary) | 243,499 | 871,779 | ||||||
| Jinmao Hotel and Jinmao China Hotel Investments and Management Ltd. (Real Estate) | 1,149,500 | 659,319 | ||||||
| Lee & Man Chemical Co. Ltd. (Materials) | 1,954,000 | 1,524,228 | ||||||
| Longfor Properties Co. Ltd. (Real Estate) | 2,402,500 | 6,476,608 | ||||||
| Midea Group Co. Ltd. (Class "A" Shares) (Consumer Discretionary) | 313,800 | 2,473,342 | ||||||
| Nameson Holdings Ltd. (Consumer Discretionary) | 4,582,000 | 689,145 | ||||||
| PetroChina Co. Ltd. (Class "H" Shares) (Energy) | 1,776,000 | 1,351,422 | ||||||
| PICC Property & Casualty Co. Ltd. (Class "H" Shares) (Insurance) | 273,000 | 294,727 | ||||||
| Ping An Insurance Group Co. of China Ltd. (Class "H" Shares) (Insurance) | 507,000 | 4,665,723 | ||||||
| Qingdao Haier Co. Ltd. (Class "A" Shares) (Consumer Discretionary) | 654,900 | 1,903,819 | ||||||
| Qingdao Port International Co. Ltd. (Class "H" Shares) (Industrials) | 5,212,000 | 3,906,210 | ||||||
| Shanghai Pharmaceuticals Holding Co. Ltd. (Class "H" Shares) (Health Care) | 847,700 | 2,339,235 | ||||||
| SITC International Holdings Co. Ltd. (Industrials) | 3,429,000 | 3,824,277 | ||||||
| Skyworth Digital Holdings Ltd. (Consumer Discretionary) | 1,639,699 | 731,486 | ||||||
| SmarTone Telecommunications Holdings Ltd. (Telecommunication Services) | 418,500 | 432,070 | ||||||
| Springland International Holdings Ltd. (Consumer Staples) | 862,000 | 228,531 | ||||||
| Times China Holdings Ltd. (Real Estate) | 2,207,000 | 3,274,381 | ||||||
| TK Group Holdings Ltd. (Industrials) | 3,142,000 | 2,683,211 | ||||||
| Transtech Optelecom Science Holdings Ltd.* (Information Technology) | 1,048,000 | 361,997 | ||||||
| Wonderful Sky Financial Group Holdings Ltd. (Consumer Discretionary) | 3,244,000 | 492,041 | ||||||
| Zhejiang Expressway Co. Ltd. (Class "H" Shares) (Industrials) | 224,000 | 199,857 | ||||||
| 98,111,643 | ||||||||
1
Schedule of Investments
As of June 30, 2018 (unaudited) continued
| INDONESIA 5.5% | ||||||||
| PT Acset Indonusa Tbk (Industrials) | 5,258,400 | 877,011 | ||||||
| PT Bank Pan Indonesia Tbk* (Banking) | 6,279,300 | 372,464 | ||||||
| PT Bekasi Fajar Industrial Estate Tbk (Real Estate) | 40,649,400 | 709,166 | ||||||
| PT BFI Finance Indonesia Tbk (Financials) | 10,051,300 | 476,963 | ||||||
| PT Cikarang Listrindo Tbk (Utilities) | 2,867,300 | 236,107 | ||||||
| PT Garuda Maintenance Facility Aero Asia* (Industrials) | 16,562,200 | 342,108 | ||||||
| PT Indosat Tbk (Telecommunication Services) | 2,947,900 | 654,175 | ||||||
| PT Link Net Tbk (Telecommunication Services) | 2,520,300 | 772,095 | ||||||
| PT Panin Financial Tbk* (Insurance) | 52,682,500 | 749,981 | ||||||
| PT PP Persero Tbk (Industrials) | 4,867,200 | 677,604 | ||||||
| PT Puradelta Lestari Tbk (Real Estate) | 28,130,100 | 251,267 | ||||||
| PT Total Bangun Persada Tbk (Industrials) | 5,582,900 | 243,497 | ||||||
| PT Ultrajaya Milk Industry & Trading Co. Tbk (Consumer Staples) | 3,318,200 | 312,601 | ||||||
| PT Waskita Karya Persero Tbk (Industrials) | 5,428,700 | 729,257 | ||||||
| PT XL Axiata Tbk* (Telecommunication Services) | 5,226,500 | 919,105 | ||||||
| 8,323,401 | ||||||||
| MALAYSIA 0.6% | ||||||||
| CB Industrial Product Holding Bhd (Industrials) | 552,800 | 176,535 | ||||||
| Mah Sing Group Bhd (Real Estate) | 2,554,425 | 676,627 | ||||||
| 853,162 | ||||||||
| PHILIPPINES 1.0% | ||||||||
| EEI Corp.* (Industrials) | 510,200 | 105,161 | ||||||
| Megaworld Corp. (Real Estate) | 2,643,000 | 211,965 | ||||||
| Metropolitan Bank & Trust Co. (Banking) | 712,696 | 980,220 | ||||||
| Pryce Corp.* (Energy) | 1,989,900 | 221,856 | ||||||
| 1,519,202 | ||||||||
| SINGAPORE 2.5% | ||||||||
| Asian Pay Television Trust (Consumer Discretionary) | 1,435,800 | 426,788 | ||||||
| CapitaLand Retail China Trust (REIT) | 458,973 | 512,029 | ||||||
| China Jinjiang Environment Holding Co. Ltd. (Utilities) | 100,900 | 34,806 | ||||||
| City Developments Ltd. (Real Estate) | 47,700 | 382,650 | ||||||
| DBS Group Holdings Ltd. (Banking) | 94,200 | 1,839,752 | ||||||
| Propnex Ltd.* (Real Estate) | 308,515 | 147,182 | ||||||
| Viva Industrial Trust (Real Estate) | 699,500 | 449,220 | ||||||
| 3,792,427 | ||||||||
| SOUTH KOREA 7.7% | ||||||||
| Amotech Co. Ltd.* (Information Technology) | 8,086 | 239,061 | ||||||
| BGF Retail Co. Ltd. (Consumer Staples) | 15,308 | 2,678,385 | ||||||
| DB Insurance Co. Ltd. (Insurance) | 36,664 | 1,940,939 | ||||||
| Fila Korea Ltd. (Consumer Discretionary) | 73,525 | 2,219,934 | ||||||
| Hyundai Marine & Fire Insurance Co. Ltd. (Insurance) | 45,137 | 1,364,842 | ||||||
| Kangwon Land, Inc. (Consumer Discretionary) | 46,589 | 1,093,138 | ||||||
| KoMiCo Ltd. (Information Technology) | 9,712 | 247,920 | ||||||
| Lotte Confectionery Co. Ltd. (Consumer Staples) | 1,666 | 270,566 | ||||||
| Samyang Packaging Corp.* (Materials) | 41,373 | 608,809 | ||||||
| TechWing, Inc. (Information Technology) | 36,605 | 489,380 | ||||||
| V One Tech Co. Ltd.* (Information Technology) | 11,407 | 338,269 | ||||||
| 11,491,243 | ||||||||
| TAIWAN 8.9% | ||||||||
| Basso Industry Corp. (Consumer Discretionary) | 383,000 | 817,794 | ||||||
| Chipbond Technology Corp. (Information Technology) | 150,000 | 311,429 | ||||||
| FLEXium Interconnect, Inc.* (Information Technology) | 531,178 | 1,637,691 | ||||||
| Fubon Financial Holding Co. Ltd. (Financials) | 911,000 | 1,526,874 | ||||||
| Kerry TJ Logistics Co. Ltd. (Industrials) | 403,000 | 525,419 | ||||||
| King Yuan Electronics Co. Ltd. (Information Technology) | 1,721,000 | 1,566,418 | ||||||
| MediaTek, Inc. (Information Technology) | 76,000 | 747,823 | ||||||
| Parade Technologies Ltd. (Information Technology) | 29,000 | 487,003 | ||||||
| Powertech Technology, Inc. (Information Technology) | 107,000 | 310,593 | ||||||
| Primax Electronics Ltd. (Information Technology) | 175,000 | 354,724 | ||||||
| Taiwan Semiconductor Manufacturing Co. Ltd. (Information Technology) | 599,000 | 4,253,522 | ||||||
| TURVO International Co. Ltd. (Industrials) | 223,000 | 789,937 | ||||||
| 13,329,227 | ||||||||
The Asia Pacific Fund, Inc. 2
The Asia Pacific Fund, Inc.
Schedule of Investments
As of June 30, 2018 (unaudited)
| THAILAND 1.5% | ||||||||
| AP Thailand PCL (Real Estate) | 3,073,200 | 756,009 | ||||||
| Asia Aviation PCL NVDR (Industrials) | 868,200 | 131,030 | ||||||
| Bangkok Bank PCL NVDR (Banking) | 106,500 | 628,456 | ||||||
| Supalai PCL (Real Estate) | 959,600 | 680,670 | ||||||
| 2,196,165 | ||||||||
| UNITED KINGDOM 1.5% | ||||||||
| HSBC Holdings PLC (Banking) | 248,000 | 2,326,501 | ||||||
| TOTAL COMMON STOCKS (cost $132,807,841) | 141,942,971 | |||||||
| PREFERENCE STOCKS 2.3% | ||||||||
| MALAYSIA 0.0% | ||||||||
| SP Setia Berhad* (Real Estate) | 192,160 | 40,435 | ||||||
| 40,435 | ||||||||
| SOUTH KOREA 2.3% | ||||||||
| Samsung Electronics Co. Ltd. (Information Technology) | 102,100 | 3,449,138 | ||||||
| 3,449,138 | ||||||||
| TOTAL PREFERENCE STOCKS (cost $2,745,612) | ||||||||
| 3,489,573 | ||||||||
| WARRANTS 0.1% | ||||||||
| MALAYSIA 0.0% | ||||||||
| Mah Sing Group Bhd, expiring 02/21/20* (Real Estate) | 423,637 | 6,292 | ||||||
| 6,292 | ||||||||
| SINGAPORE 0.0% | ||||||||
| Ezion Holdings Ltd., expiring 04/24/20* (Energy) | 286,063 | 1,470 | ||||||
| 1,470 | ||||||||
| THAILAND 0.1% | ||||||||
| Supalai Public Company Ltd., expiring 10/20/18* (Real Estate) | 239,900 | 138,306 | ||||||
| 138,306 | ||||||||
| TOTAL WARRANTS (cost $89,239) | 146,068 | |||||||
| TOTAL LONG-TERM INVESTMENTS (cost $135,642,692) | ||||||||
| 145,578,612 | ||||||||
| SHORT-TERM INVESTMENT 0.8% | ||||||||
| MONEY MARKET MUTUAL FUND | ||||||||
| Blackrock Federal Fund Institutional (cost $1,192,343) | ||||||||
| 1,192,343 | 1,192,343 | |||||||
| TOTAL INVESTMENTS 97.7% (cost $136,835,035) | ||||||||
| 146,770,955 | ||||||||
| Other assets in excess of liabilities 2.3% | 3,381,412 | |||||||
| NET ASSETS 100.0% | $ | 150,152,367 | ||||||
| * | Non-income producing security. |
The following abbreviation is used in the quarterly report:
REIT Real Estate Investment Trusts
3
Schedule of Investments
As of June 30, 2018 (unaudited) continued
Fair Value Measurements:
Various inputs are used in determining the value of the Fund's investments. These inputs are summarized in the three broad levels listed below.
Level 1--unadjusted quoted prices generally in active markets for identical securities.
Level 2--quoted prices for similar securities, interest rates and yield curves, prepayment speeds, foreign currency exchange rates and other observable inputs.
Level 3--unobservable inputs for securities valued in accordance with Board approved fair valuation procedures.
The following is a summary of the inputs used as of June 30, 2018 in valuing such portfolio securities:
| Level 1 | Level 2 | Level 3 | ||||||||||
| Investments in Securities | ||||||||||||
| Common Stocks | ||||||||||||
| China (including Hong Kong and Macau SARs) | $ | 98,111,643 | $ | — | $ | — | ||||||
| Indonesia | 8,323,401 | — | — | |||||||||
| Malaysia | 853,162 | — | — | |||||||||
| Philippines | 1,519,202 | — | — | |||||||||
| Singapore | 3,645,245 | 147,182 | — | |||||||||
| South Korea | 11,491,243 | — | — | |||||||||
| Taiwan | 13,329,227 | — | — | |||||||||
| Thailand | 2,196,165 | — | — | |||||||||
| United Kingdom | 2,326,501 | — | — | |||||||||
| Preference Stocks | ||||||||||||
| Malaysia | — | 40,435 | — | |||||||||
| South Korea | 3,449,138 | — | — | |||||||||
| Warrants | ||||||||||||
| Malaysia | 6,292 | — | — | |||||||||
| Singapore | — | 1,470 | — | |||||||||
| Thailand | 138,306 | — | — | |||||||||
| Money Market Mutual Fund | 1,192,343 | — | — | |||||||||
| Total | $ | 146,581,868 | $ | 189,087 | $ | — | ||||||
During the period, there were transfers from Level 1 to 2 of $43,718 and Level 2 to Level 1 of -$126,674,579 to report.
| Industry Classification: | |
|
|
| Real Estate | 17.8 |
| Industrials | 17.0 |
| Consumer Discretionary | 15.7 |
| Banking | 10.7 |
| Information Technology | 10.6 |
| Insurance | 6.0 |
| Utilities | 4.1 |
| Financials | 4.0 |
| Telecommunication Services | 3.9 |
| Consumer Staples | 2.8 |
| Health Care | 1.6 |
| Materials | 1.4 |
| Energy | 1.0 |
| Money Market Mutual Fund | 0.8 |
| REIT | 0.3 |
| 97.7 | |
| Other assets in excess of liabilities | 2.3 |
| 100.0% | |
4
Securities Valuation: The Fund holds portfolio securities and other assets that are fair valued at the close of each day the New York Stock Exchange (“NYSE”) is open for trading. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date and is in compliance FASB ASC 820-10-50. The Board of Directors (the “Board”) has adopted Valuation Procedures for security valuation under which specified fair valuation responsibilities have been delegated to the Investment Manager, Value Partners Hong Kong Limited. Under the current Valuation Procedures, the established Valuation Committee is responsible for supervising the valuation of portfolio securities, other assets and liabilities under specified circumstances. The Valuation Procedures permit the Fund to utilize independent pricing vendor services, quotations from market makers and alternative valuation methods when market quotations are not readily available or not deemed representative of fair value. A record of the Valuation Committee’s actions is subject to the Board’s review, approval, and ratification at its next regularly scheduled quarterly meeting.
Various inputs determine how the Fund’s investments are valued, all of which are categorized according to the three broad levels (Level 1, 2, or 3) detailed in the table following the Portfolio of Investments.
Common stocks and preference shares, exchange traded funds, and derivative instruments such as futures or options that are traded on a securities exchange are valued at the last sale price as of the close of trading on the applicable exchange where the security principally trades. Securities traded via NASDAQ are valued at the NASDAQ official closing price. To the extent these securities are valued at the last sale price or NASDAQ official closing price, they are classified as Level 1 of the fair value hierarchy.
In the event that no sale or official closing price on the valuation date exists, these securities are generally valued at the mean between the last reported bid and ask prices, or at the last bid price in absence of an ask price. These securities are classified as Level 2 of the fair value hierarchy.
For common stocks and preference shares traded on foreign securities exchanges, certain valuation adjustments will be applied when events occur after the close of the security’s foreign market and before the Fund’s normal pricing time. These securities are valued using pricing vendor services that provide adjustment factors based on information such as local closing price, relevant general and sector indices, currency fluctuations, depositary receipts, and futures, as applicable. Securities valued using such model prices are classified as Level 2 in the fair value
hierarchy.
Participatory Notes (P-notes) are generally valued based upon the value of a related underlying security that trades actively in the market and are classified as Level 2 in the fair value hierarchy.
Investments in open-end, non-exchange-traded mutual funds are valued at their net asset values as of the close of the NYSE on the date of valuation. These securities are classified as Level 1 in the fair value hierarchy since they may be purchased or sold at their net asset value on the date of valuation.
Securities, other assets and liabilities that cannot be priced using the methods described above are valued based on pricing methodologies approved by the Board. In the event that unobservable inputs are used when determining such valuations, the securities will be classified as Level 3 of the fair value hierarchy.
When determining the fair value of securities, some of the factors influencing the valuation include: the nature of any restrictions on disposition of the securities; assessment of the general liquidity of the securities; the issuer’s financial condition and the markets in which it does business; the cost of the investment; the size of the holding and the capitalization of the issuer; the prices of any recent transactions or bids/offers for such securities or any comparable securities; any available analyst media or other reports or information deemed reliable by the investment manager regarding the issuer or the markets or industry in which it operates. Using fair value to price securities may result in a value that is different from a security’s most recent closing price and from the price used by other mutual funds to calculate their net asset values.
5
Market values of investments traded in foreign currency are translated into U.S. dollars at the current rates of exchange.
Subsequent Event
On August 1, 2018, the Fund announced that its Board of Directors (the "Board") will submit a proposal to stockholders to liquidate the Fund at the Fund's 2018 Annual Meeting of Stockholders, to be held on October 12, 2018. In the event that Fund stockholders do not vote to liquidate the Fund at the 2018 Annual Meeting of Stockholders, the Board has committed to resubmitting the liquidation proposal at subsequent annual meetings thereafter, to continually give Fund stockholders the opportunity to consider the Fund's future existence.
Item 2. Controls and Procedures
| (a) | It is the conclusion of the registrant’s principal executive officer and principal financial officer that the effectiveness of the registrant’s current disclosure controls and procedures (such disclosure controls and procedures having been evaluated within 90 days of the date of this filing) provide reasonable assurance that the information required to be disclosed by the registrant has been recorded, processed, summarized and reported within the time period specified in the Commission’s rules and forms and that the information required to be disclosed by the registrant has been accumulated and communicated to the registrant’s principal executive officer and principal financial officer in order to allow timely decisions regarding required disclosure. |
| (b) | There have been no significant changes in the registrant’s internal controls or in other factors that could significantly affect these controls subsequent to the date of their evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. |
Item 3. Exhibits
Certifications pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 – Attached hereto.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| (Registrant) | The Asia Pacific Fund, Inc. | |
| By (Signature and Title)* | /s/ Alan M. Mandel | |
| Alan M. Mandel | ||
| Secretary |
Date August 7, 2017
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
| By (Signature and Title)* | /s/ King Lun Au | |
| King Lun Au | ||
| President and Principal Executive Officer | ||
|
Date August 7, 2017 |
||
| By (Signature and Title)* | /s/ Alan M. Mandel | |
| Alan M. Mandel | ||
| Treasurer and Principal Financial Officer | ||
| Date August 7, 2017 | ||
| * | Print the name and title of each signing officer under his or her signature. |